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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Employee Stock Option (right to buy) (1) | $ 1.66 | 05/05/2006 | A | 228,391 | (3) | 05/04/2016 | Common Stock | 228,391 | (4) | 228,391 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Mirow Gregor C/O MICROMET, INC. STAFFELSEESTRASSE 2 MUNICH, 2M 81477 |
SVP, Operations |
/s/ Alex Driggs, attorney-in-fact | 05/09/2006 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | All shares reported herein are shown after the effects of a 1-for-3 reverse stock split effected by the Issuer on May 5, 2006. |
(2) | Received in exchange for 1,500 shares of common stock of Micromet Holdings, Inc., a privately held company, in connection with the merger of Carlsbad Acquisition Corp., a wholly-owned subsidiary of the Issuer, into Micromet Holdings, Inc. (the "Merger"). On the effective date of the Merger, the closing price of the Issuer's common stock was $2.17 per share. |
(3) | 50% of the option vested upon grant; the remaining 50% vests ratably in 24 equal installments on a monthly basis for the following 24 months. |
(4) | Received in the Merger in exchange for an employee stock option to acquire 43,526 shares of Micromet Holdings, Inc. common stock for $8.71 per share. |